GOOD vs EVIL: The First Encounter
by Owennumber1fan
Summary: Vilgax organizes a group of villains to help him conquer the world, but doesn't plan on thier enemies banding together to stop him.
1. Team roster

G.O.O.D vs. E.V.I.L

Profiles.

Over the years, there have been many incarnations of these two teams, comprised of a number of heroes and villains. Many incarnations have had several of the same members, but they are always different, always unique. In honor of the upcoming fall season, I present to you the latest incarnations of these mighty groups.

The General Organization for Order in Dimensions (G.O.O.D) members

Ace Bunny 

**First Appearance: **_Loonatics Unleashed _episode #1 "Loonatics on Ice"

**Costume: **Black bodysuit with inverted yellow triangle on chest, cowl, boots with yellow hems; yellow gloves, belt. In his costume, Ace's fur is yellow; outside, it's gray & white.

**Weapons/Powers: **Heat beams, fired from eyes; "Guardian Strike Sword" which features a retractable blade and the power to fire electric blasts.

**Friends/Sidekicks**: The Loonatics, a group of superhero descendants of the Looney Tunes, which he leads. They include Lexi Bunny, Danger Duck, Rev Runner, Slam Tasmanian, & Tech E. Coyote.

**Biography: **Ace is a descendant of Looney Tunes character Bugs Bunny who lives in the year 2773 in an alternate future. While auditioning to be a stunt person, a meteor hit his home of Acmetropolis, giving powers to several of the residents. Through unknown means, Ace became leader of the Loonatics, and has led them into battle against assorted threats. During a battle with the criminal Weather Vane, Ace was accidentally transported to our dimension by Vilgax. Encountering several other heroes, Ace helped them repel the evil alien, and agreed to join them. Meanwhile, they try to help him find a way back to his dimension and his friends.

The American Dragon 

**Real Name: **Jacob "Jake" Luke Long

**First Appearance: **_American Dragon: Jake Long _episode #1 "Old School Training"

**Costume: **Red jacket with metal zipper and yellow ovals on sleeves and left breast; blue shorts; gray shoes with navy blue tops; white shirt, socks. As the American Dragon, Jake has red skin and a yellow belly.

**Weapons/Powers: **As a dragon, Jake possesses flight, fire breath, super hearing, super strength, enhanced sight, and the ability to shapeshift (which he rarely uses). He can also use his tail as a weapon. In his human form, Jake can transform himself into part of his dragon form to take advantage of any of these abilities.

**Friends/Sidekicks: **Fu Dog, his advisor; Lao Shi, his grandfather and mentor; Haley, his annoying sister; Trixie Carter and Arthur "Spud" Spudinski, his two best human friends; Rose, the girl he likes, and formerly the Huntsgirl, who helps him by going incognito.

**Biography: **Jake is the current descendant from a long line of dragons who help protect the hidden magical creatures that dwell on Earth. Since his mother doesn't possess dragon powers (although both her children do inexplicably), Jake has been chosen as the new protector of the creatures in his hometown of New York. Jake is known to talk with a lot of slang, and loves hip-hop and skateboards. Jake learned of Vilgax's scheme to conquer the world and joined the assembled heroes organized to stop him. Since then, he's been a loyal member of G.O.O.D, hoping to use the organization to prove his worth. His closest friends are teammates Kim Possible and Danny Phantom.

Axel 

**Real Name: **Axel Manning

**First Appearance: **_A.T.O.M (Alpha Teens On Machines) _episode #1 "A Paine by Any Other Name pt. 1"

**Costume: **Dark gray uniform with white shoulders and right back & chest, and lighter gray sides of waist; orange belt, stripe down back, on collar, forearms, left thigh and right shin, ovals on shoulders and circle over left chest; dark gray gloves; white tennis shoes with gray sides.

**Weapons/Powers**: Axel is a master of Jo Lan, an obscure martial art that gives its' users immense fighting skill and power, allowing them to fire a concentrated blast from their hands. He also wields a handheld "tag blaster" and rides around on a "Turbo Board."

**Friends/Allies**: Zack "Hawk" Hawkes, Ollie "Shark" Sharker, Catarena "Lioness" Leone, & Crey "King" Kingston, his four A.T.O.M teammates; Mr. Janus Lee, their rich benefactor.

**Biography**: Axel is the son of Sebastian Manning, a government operative who was presumed killed in an explosion when Axel was just a lad. Since then, Axel has vowed revenge against his father's traitorous partner, Alexander Paine. After being entered in a fake reality show, Axel was recruited by Mr. Lee to test vehicles for him, and soon formed a team with the other winners to help stop Paine's plans. He met members of G.O.O.D when they traveled to Landmark City, and they helped him battle Paine. He was offered membership and accepted, helping them whenever he'd not leading A.T.O.M into battle. Axel is a natural, yet thrill-loving leader, and he brings that out in every battle.

Ben 10 

**Real Name: **Benjamin "Ben" Tennyson

**First Appearance: **_Ben 10 _episode #1 "And Then There Were 10."

**Costume: **White T-shirt with black stripe down front and around collar and sleeves; green baggy pants; black sneakers with white top and sides. Ben's appearance varies in each of his alien forms.

**Weapons/Powers: **Ben possesses the Omnitrix, a watch-like device that can transform him into one of ten (later twelve) aliens, each with their own unique powers. However, the transformations only last for a certain period, and water can affect its' usage.

**Friends/Sidekicks: **Gwen Tennyson, his bratty cousin (see separate entry); Max Tennyson, his grandfather, a former member of "the Plumbers", a group that battled extraterrestrial threats.

**Biography: **Ben was just a normal 10-year old boy until one day, while out on a camping trip with his grandfather and cousin, accidentally located a powerful alien device. The device attached itself to his wrist, and Ben decided to use it to help him battle the forces of evil. He eventually learned the evil alien Vilgax was organizing an army of evil and quickly joined the heroic resistance against his archenemy. Being a kid, Ben is very mischievous and insubordinate, but Leo knows he has a good heart and tries to be patient with him. Ben's best friends are fellow teammate Raimundo and peripheral teammate Ron Stoppable.

Danny Phantom 

**Real Name: **Danny Fenton

**First Appearance: **_Danny Phantom _episode #1 "Mystery Meat."

**Costume: **Black bodysuit with white collar and "D" emblem with black "P" inside on chest; white gloves, boots, belt. As a ghost, Danny's hair is white, his eyes green.

**Weapons/Powers: **In his ghost form, Danny can make himself (or anyone/thing he touches) intangible or invisible, fly, fire blasts of ectoplasmic energy, "overshadow" (take control of people's bodies, though they have no memory of the experience) and emit a powerful sonic scream dubbed "the Ghostly Wail."

**Friends/Sidekicks: **Tucker Foley & Samantha "Sam" Manson, his two best friends who frequently help in his ghost hunting exploits; Jasmine "Jazz" Fenton, his older sister who also knows his secret; Jack & Maddie Fenton, his bumbling parents.

**Biography: **The son of ghost hunters, Danny was investigating his parents Ghost Portal, when it accidentally activated, merging his DNA with ghost DNA. Since then, Danny had used his powers for protecting his hometown of Amity Park (and for occasional mischief). Danny learned of the invasion of Earth, and quickly joined the other heroes repelling the attack. Since then, he's been a staunch member of GOOD, and is good friends with Jake Long, Ben, Raimundo, and Kim.

Kim Possible 

**Real Name: **Kimberly Ann Possible

**First Appearance: **_Kim Possible _episode #1 "Crush."

**Costume: **Black belly shirt, shoes; green cargo pants; dark gray gloves; brown belt that hangs off hips.

**Weapons/Powers**: Hairdryer grappling gun; lipstick laser; assorted other gadgets.

**Friends/Sidekicks: **Ron Stoppable, her best friend/sidekick/boyfriend (see separate entry); Wade Load, the 12 year old genius who invents much of her weaponry; Jim & Tim, her two annoying twin brothers; Monique, a close school friend.

**Biography: **In order to get extra jobs, Kim set up a website proclaiming "I can do anything." However, for her first job, she was hired to disable a deadly McHenry laser grid. Since then, Kim has dedicated herself to helping people, be it from natural disasters, or world conquering megalomaniacs. Her cheerleading skills are impressive, allowing her to defeat the various minions she encounters on her travels. Since joining GOOD, she's struck up a friendship with fellow teen members Danny Phantom and Raimundo.

Leonardo 

**First Appearance**: _Teenage Mutant Ninja Turtles (2003) _episode #1 "Things Change."

**Costume**: Blue bandanna mask; brown wristbands, elbow pads, kneepads, belt, straps crisscrossing waist. Leo's skin is green.

**Weapons/Powers**: A pair of katana swords.

**Friends/Allies**: Raphael, Donatello, & Michelangelo, his three brothers and teammates; Master Splinter, the humanoid rat who raised him; April O'Neil, an antique shop owner and close confidant; Casey Jones, a hockey mask wearing vigilante.

**Biography**: Once a normal pet store turtle, Leonardo and his brothers were bathed in nuclear waste from the TCRI company that mutated them into humanoid creatures. Taken in by a rat, who had suffered a similar mutation, they were trained in the art of ninjitsu. Leo and his brothers primarily reside in the sewers (and later, and old water treatment plant, when their lair was destroyed), and have dedicated themselves to protecting their hometown of New York. Leo is a born leader, and as such, his skills in the fight against EVIL led him to be named leader of G.O.O.D. Leo doesn't take his job lightly, and does all he can to make sure those under his care (including the younger members) don't die.

Raimundo 

**Full Name: **Raimundo "Rai" Pederosa

**First Appearance: **_Xiaolin Showdown _episode #1 "The Journey of a Thousand Miles."

**Costume**: Red robe with black stripes on cuffs; white pants; black shoes; golden medallion with black lanyard.

**Weapons/Powers: "**Blade of the Nebula" a sword (with retractable blade attached to chain) that can emit powerful blasts of wind. "Crest of the Condor," a piece of armor that increases the Blade's power, allowing it to create tornadoes.

**Friends/Allies: **Omi, Clay Bailey, & Kimiko Tomohiko, his three fellow monks; Master Fung, their wise old master; Dojo, a wisecracking dragon and temple guardian, who also serves as transportation.

**Biography**: Rai was just a laid back circus performer from Brazil, who came to the Xiaolin Temple for training. Rai encountered much strife during his early days, being the last to achieve the rank of apprentice and even briefly assisting the side of evil. But soon he worked his way up the ranks, and has now earned the rank of leader. Rai seems like a fun-loving party kid, but he can be serious when the situation calls for it (although Omi's lack of knowledge of slang gets on his nerves).

Sam 

**Full Name: **Samantha "Sam" Simpson

**First Appearance: **_Totally Spies _episode #1 "A Thing for Musicians"

**Costume: **Green boots, bodysuit with darker stripe down chest and inner legs, and gray slots on shoulders; dark green gloves; white belt with heart shaped buckle (see weapons).

Weapons/Powers: Belt has retractable bungee cord in buckle; jetpack, shaped like a pink backpack; assorted other spy gadgets, the most common of which is the "Windtunnel 9000" a powerful hair dryer. 

**Friends/Allies: **Clover & Alex, her two best friends and fellow spies; Jerry Lewis, head of WOOHP, for whom she works; Britney, a fellow spy.

**Biography: **Little is known of Sam's early life, or how she came to become an agent of WOOHP. A teen from Beverly Hills, Sam is very smart, but also enjoys simple pleasures like boys, shopping and makeovers. Sam has saved the world from an assortment of wacky villains, and she brings that experience to G.O.O.D. Her best friend in the team is fellow spy Kim Possible; a fitting choice, since they have much in common.

Zick 

**Real Name: **Ezekiel "Zick" Barrymore

**First Appearance: **_Monster Allergy _episode #1 "House of Monsters."

**Costume: **Purple shirt; blue-green T-shirt with white circle on chest; blue pants; white and red sneakers.

**Weapons/Powers: **"Universal Dom Box" a capsule like device that converts into a blaster for capturing monsters; shades that allow him to concentrate his Energy Dom blasts. Zick also possesses various "Dom" powers including "voice dom" for ordering monsters and "envirodom" for surviving in other climates.

**Friends/Allies: **Elena Potato, his next door neighbor and confidant; Timothy-Moth, a mystical talking cat who serves as his tutor; Greta Barrymore, his overprotective mother; Bombo and other benevolent monsters and ghosts.

**Biography: **After the mysterious disappearance of his father, Zick's family moved to the small town of Oldmill. There, he discovered that his allergies made him able to see the hidden monsters that reside there. As a "Tamer", he must protect the magical world from the evil monsters that wish to conquer it. Zick is a shy child, having no real friends, save his neighbor Elena. Nonetheless, he came to the aid of the other heroes against Vilgax's attack, and soon found himself meeting others with bizarre powers. Though inexperienced, Zick will stand bravely with his friends against the forces of villainy. His closest friends in the group are, of course, Danny & Jake.

Peripheral members:

Gwen 

**Real Name: **Gwendolyn "Gwen" Tennyson

**First Appearance**: _Ben 10 _episode #1 "And Then There Were 10."

**Costume: **Light blue shirt with blue shoulders, sleeves, and cat face emblem on chest; white pants, shoes; blue hair clip, earrings. On two separate occasions, Gwen has adopted the persona of "Lucky Girl", due to power from a magic stone. In this guise, she wears a black bodyshirt, pants, shoes, gloves, mask with flared brows, blue designs on front, and purple tassels and a purple sash belt.

**Weapons**: A laptop, which she can use to look up anything. As Lucky Girl, she possessed a magic stone that gave her enhanced agility, speed and strength, plus exceptional luck.

**Biography: **Gwen is Ben's 10-year old cousin, although she is far smarter than he is (and never hesitates to remind him of that). Gwen loves to tease Ben and make fun of him, but she is always ready to help him out of any jam. Despite her age, Gwen has actually proven to be moderately brave, attacking several threats to the best of her ability. In G.O.O.D, her role is mainly to keep an eye on Ben, so she often accompanies him on missions. Her idol is Kim Possible, whom she hopes will train her so she can become a great spy like her.

Michelangelo 

**First Appearance: **_Teenage Mutant Ninja Turtles (2003)_ episode #1 "Things Change."

**Costume: **Orange bandanna mask; brown wristbands, elbow pads, kneepads, belt. Skin is dark green.

**Weapons/Powers: **A pair of nunchaku.

**Friends/Allies**: Leonardo (see separate entry), Donatello, & Raphael, his three brothers and teammates; Master Splinter, the humanoid rat who raised him; April O'Neil, an antique shop owner and close confidant; Casey Jones, a hockey mask wearing vigilante.

**Biography: **Mikey began life as a simple turtle, until he and his "brothers" were exposed to radiation from TCRI, and mutated into humanoid turtle creatures. Taken in by a similarly mutated rat, the four were trained in the art of ninjitsu. Mike is not as serious as his brothers, preferring to spend his time watching TV and reading comic books. However, he is still an excellent fighter and won the infamous Battle Nexus Tournament (albeit by accident) a fact that he continually brags about (much to his brothers chagrin). Not surprisingly, Mike gets along well with Ron Stoppable, and the two are quite a pair.

Ron Stoppable 

**First Appearance: **_Kim Possible _episode #1 "Crush."

**Costume: **Black shirt; gray pants; dark gray gloves, shoes; light brown belt.

**Friends/Allies: **Kim Possible (see separate entry), Rufus, his pet naked mole rat; Wade Load, the super genius who runs Kim's website.

**Biography: **Ron and Kim have been friends since pre-kindergarten and when Kim went on her first spy mission, he was there to back her up. Since then, he and his pet mole rat Rufus have been her sidekicks in the battle against evil. Though clumsy and easily distracted at times, Ron has come through in a pinch, and will always help anyone he considers a friend. Plus he has some special skills including his remarkable dumb luck and is a master of Monkey Kung Fu (though he rarely uses the latter ability). Recently, Ron and Kim have developed a budding romantic attraction, but only time will tell what comes of it. Ron's best pal in the group is Ben, who shares his fun-loving worldview, (ironically, his cousin Gwen considers Kim her idol).

The Enclave of Villains and Insignificant Lackeys (E.V.I.L) members:

Dr. Drakken 

**Real Name: **Drew Theodore P. Lipsky

**First Appearance**: _Kim Possible _episode #3 "Tick, Tick, Tick"

**Costume: **Blue pants, labcoat with black collar; black gloves, boots, belt with light green buckle. Drakken's skin is light blue, and he has a scar under his left eye.

**Weapons/Powers**: A number of evil devices including "the Magmachine" a powerful drill that can burrow into the Earth's core; "syntho drones" genetic warriors that can be made to look like humans; 10 gallon hats that drain people's intelligence; mind control chips and others.

**Chief Henchmen**: Shego, his sarcastic sidekick (see separate entry); various nameless henchmen dressed in red bodysuits and cowls with black gloves, boots, belts, "H"-shaped harnesses, and goggles.

**Biography**: Lipsky was once a genius college student who dreamed of creating the perfect robot girl. When his college friends laughed at him, he vowed revenge and dropped out. Through unknown means, he acquired blue skin and dedicated himself towards world conquest. Unfortunately for him, teen hero Kim Possible (or his own arrogance) has frequently defeated his schemes. Despite his claim of being a mad genius, Drakken rarely invents his own devices, preferring to steal other people's inventions and modify them for his own evil use. Also, his reliance on traditional methods of villainy (contrived deathtraps, long, unnecessary countdowns, etc.) often contribute to his downfall. Still, he is tenacious, and with Vilgax's technology at his disposal, he could be potentially more dangerous.

The Huntsman 

**First Appearance: **_American Dragon: Jake Long _episode #1 "Old School Training."

**Costume: **Current outfit is a purple bodysuit with black stripes forming trapezoid on chest and a red "H" on left arm, black boots, wristbands (see Weapons) hood, cape with red "H" clasp, and a white animal skull helmet.

**Weapons/Powers**: A staff that fires destructive blasts; wristbands contain energy daggers.

**Chief Henchmen**: Huntsboys #88 & #89, both who wear a light purple bodyshirts with red circles on shoulders and black numbers within, stockings, cowls with a red "H" on forehead, and black shorts, shoes and a belt with red "H" buckle.

**Biography: **The man who would become the Huntsman was once a nerdy Huntsclan member with a squeaky voice. After being knocked into a pit of dangerous creatures by a time travelling Jake Long, he became hardened and vowed revenge on all dragons. Occasionally, the Huntsman will capture animals that are rare and sell them. But more often than not, he seeks to eliminate dragons, specifically his hated enemy the American Dragon. Huntsman is a cool, calculating villain, making him a prime addition to Vilgax's band of uglies.

Jack Spicer 

**First Appearance: **_Xiaolin Showdown _episode #1 "the Journey of a Thousand Miles."

**Costume: **Black overcoat with ripped fringe and high collar, boots, trousers, fingerless gloves, goggles with yellow lenses; tan spats, "X"-shaped harness with white circle in center (see Weapons). Jack's skin is white.

**Weapons/Powers**: "Heli-bot", a backpack with two mini helicopter blades for flight; "Jack Bots" a variety of personal robots, summoned by a watch; the Monkey Staff, which turns the user into a monkey over time; assorted other technological devices.

**Chief Henchmen**: Wuya, an evil Haylin witch who originally partnered with Jack to locate Shen Gong Wu since she was a ghost. Since receiving her solid form back, she has worked with him on and off. Jack also has partnerships with other villains, such as Katnappe, Cyclops, or Tubbimura (see separate entry) but his whiny personality usually means these are short lived.

**Biography: **Jack was a bored rich kid whose father sent him a puzzle box containing the evil Heylin witch Wuya. Learning from her about the Shen Gong Wu, Jack decided to locate the objects to help achieve his ultimate goal: world domination. Since then, he has been in frequent conflict with the Xiaolin Dragons, and has only enjoyed minimal success. Jack sees himself as a great villain, and has some moments, but is mostly a whiny, pathetic mama's boy (often, his schemes are undone by his own arrogance or his need for showmanship). Not surprisingly, the member he associates with best is Dr. Drakken.

Karai 

**Real Name: **Karai Saki

**First Appearance: **_Teenage Mutant Ninja Turtles (2003) _episode # 40 "City at War pt.1"

**Costume: **Black bodysuit; gray gloves, boots; silver metal breastplate, shoulderpads (see Weapons), shin guards (see Weapons), wristbands (see Weapons); silver full-face helmet with gray sides and mouth and three-pronged horn.

**Weapons/Powers**: Wristbands, shin guards and shoulderpads are covered with spikes; spiked claw on left hand; katana; kusarigama.

**Chief Henchmen**: The various operatives of the Foot Clan.

**Biography**: Originally, Karai was an orphaned girl in Japan who attempted to rob millionaire Oruko Saki (a.k.a. the Shredder). Impressed by her spunk, Oruko took her in and taught her the martial arts, raising her as his own daughter. She continued to serve him faithfully, even though she did not always agree with his actions. During his attempt to conquer the homeworld of the peaceful Utroms, the Shredder (who himself was a rouge Utrom) was defeated by the Turtles and exiled. Blaming the Turtles for this, Karai inherited his Shredder armor and has since vowed to destroy the turtles in hopes of "avenging" her father. Karai is one of the more cunning and straightforward members, and frequently finds herself exasperated by the stupidity of her teammates. But her martial arts and weapons skills make her a formidable foe.

Magnacat 

**First Appearance: **_Monster Allergy _episode #3 "Cat in a Pot"

**Costume: **Green suit; light green shirt; forest green tie; brown shoes. In his true form, he has a green, sprout-like body with tentacles instead of legs, a white head with three eyes and red arms.

**Weapons/Powers**: Magnacat's third eye allows him to hypnotize humans or monsters to his will. He can also transform his hands into various weapons, extend his arms, and alter his shape into whatever he wishes.

**Chief Henchmen: **Omnised & Omniquad, two fellow Gorkas; assorted nameless Andro-Gorkas .

**Biography: **Magnacat is a Gorka, a species of evil monsters with mesmeric and shapeshifting abilities. Based in Pyramid Tower, the largest building in the city of Big Bird, he seeks to gather together an army of monsters to help conquer the monster capital city of Bibbur-Si. He has also made deals with various humans, transforming them into monsters with invulnerability in exchange for their service. Cruel and cunning, he despises serving under Vilgax, yet his mind powers have no effect on the evil alien. Magnacat admires fellow teammate Vlad, and heaven help us if they form an alliance.

Magness 

**Real Name: **Samantha Paine

**First Appearance: **_A.T.O.M (Alpha Teens On Machines) _episode #10 "Natural Magnetism."

**Costume: **Red jerkin with inverted black "L" shape down right side and black + & - signs on sleeves; black pants, boots, fingerless gloves. Occasionally wears black duster with red inverted "L" shape down the right side.

**Weapons/Powers: **Magness possesses magnetic powers, allowing her to shape or levitate anything made of metal (save gold or other precious metals). Extreme cold can enhance her powers.

**Biography: **Nothing is known about the origin of Magness, or how she received her powers. She is the daughter of Landmark City crimeboss Alexander Paine, and, like a typical teenager, tries her best to distance herself from him, wishing to perform her own crimes. (Ironically, despite Paine's threatening presence, his daughter is the one person he can't control). Magness met members of E.V.I.L when they traveled to Landmark City and, eager to escape the stigma of her dad, agreed to join them. Naturally, Magness is close friends with fellow teen villain Weather Vane, and the two can often be seen working together.

Terence 

**Real Name: **Terence "Terry" Lewis

**First Appearance: **_Totally Spies _episode # 75 "Evil Promotion Much? Pt.1"

**Costume: **Red jacket with tails, white bands with green spots around cuffs; purple pants; white stockings, lace cravat, cuffs; metal shoulderpads; yellow shirt; black colonial style shoes.

**Weapons/Powers: **Assorted high-tech weapons and devices.

**Chief Henchmen: **The League Aiming to Menace and Overthrow Spies (or LAMOS) whose members include Tim Scam, Boogie Gus, Helga Von Guggen and Myrna Beesbottom.

**Biography: **Terence is the twin brother of Jerry Lewis, leader of the World Organization Of Human Protection (WOOHP). One day, while both were in boarding school, Jerry was having trouble with a test, so Terence let him cheat off his. When they were caught, Jerry blamed the whole incident on Terence, and he was expelled. Since then, Terence has hated his brother (believing that he "betrayed him", the worst sin a twin could commit) and has dedicated himself to destroying him and all he holds dear. Terence often tends to rely on the typical supervillain style weapons and plots, but ironically, does not get along well with Drakken, whom he considers incompetent.

Vilgax 

**First Appearance: **_Ben 10 _episode #1 "And Then There Were 10."

**Costume: **Black leotard with red stripes on sleeve holes, thigh boots, wristbands; red spiked shoulderpads, spiked bands on wristbands, arms, gloves. The evil alien's skin is light green and covered with yellow blotches, and he has four tentacles emitting from his face.

**Weapons/Powers**: Laser sword; personal transport shaped like a spiked ball; high-tech spaceship; laser blaster, assorted other weapons.

**Chief Henchmen: **Various robots, from insect-like drones used for scouting, to humanoid ones that maintain the functions on his ship. The chief one is a nameless lieutenant.

**Biography: **Little is known about Vilgax, save that he seeks to conquer the universe. At one time, he invaded Earth but was repelled by the Plumbers (more specifically, Max Tennyson, grandfather of Ben). Eventually, he learned of the power of the Omnitrix and sought it to further his evil ends. Injured when his ship pursued the courier of the device, Vilgax spent time recovering from his injuries before setting out to retrieve the device. He found that it was attached to Ben Tennyson, the grandson of his old foe, and was presumably killed in the battle. But he survived, and deciding that numbers would be to his advantage, began assembling villains to help him in his schemes. Vilgax is cruel and ruthless, and has little patience for failure, but tries to tolerate his "underdeveloped" associates.

Vlad Plasmius 

**Real Name: **Vladimir "Vlad" Masters

**First Appearance: **_Danny Phantom _episode # 7 "Bitter Reunions."

**Costume: **White bodysuit with black inverted triangle on chest, cape with red lining and high collar and gray clasp; black gloves, boots, belt with circular gray buckle. In his ghost form, Vlad's skin is light blue.

**Weapons/Powers: **Vlad can make himself (or others/objects) invisible or intangible, fly, fire ectoplasmic blasts, overshadow people, create an energy shield, and split into four identical copies.

**Chief Henchmen: **A trio of ghostly vultures; the ghost bounty hunter Skulker (see separate entry).

**Biography: **Vlad was once the college friend of Danny's father Jack Fenton and Maddie (Jack's future wife, whom Vlad wanted for his own). During an experiment with a prototype "ghost portal", Jack accidentally put soda in the device, causing it to spew ectoplasm at Vlad. He spent the rest of his college time in the hospital with "ecto-acne"; but as a side effect, he developed ghost powers. Using his powers, Vlad amassed a large fortune and set himself up in a mansion in Wisconsin. Since then, he has spent his time attempting to lure Danny to his side, kill Jack and take Maddie for his own, and/or increase his own powers. Vlad is very self-centered and egotistical, but will often lend his wealth towards schemes.

Weather Vane 

**Real Name: **Paula Hayes

**First Appearance: **_Loonatics Unleashed _episode #4 "Weathering Heights"

**Costume: **Black dress with white stripe terminating in two lightning bolts down front and back. Weather Vane's skin is light blue, her hair gray.

**Weapons/Powers**: Weather Vane has the ability to control various forms of weather (rain, snow, tornadoes, etc.) and can increase or decrease their ferocity. She can also create humanoid "cloud creatures."

**Biography: **The villain was once the long-suffering intern to egotistical Acmetropolis weathergirl Misty Breeze. While replacing Misty on one broadcast, she was struck by lightning, which transformed her. She threatened to destroy the city unless Misty was surrendered to her, but was beaten by the superheroic Loonatics. After being transported from the future by Vilgax, she agreed to join his gang and has been a thorn in the side of G.O.O.D ever since. Naturally, her best friend in the group is fellow teen villain Magness, and the two have frequently been spotted together.

Peripheral members:

Shego 

**First Appearance: **_Kim Possible _episode # 3 "Tick, Tick, Tick"

**Costume: **Bodysuit is black on left, green on right; black right glove (see Weapons), boot; green left glove (see Weapons), boot, strap around leg, belt with black buckle.

**Weapons/Powers: **Shego's gloves emit a greenish flame, which she can fire as a blast or simply attack with.

**Biography: **When Shego and her siblings were little, their treehouse was hit by a multicolored meteor, which gave each of them superpowers. They banded together as Team Go, and fought evil, until Shego eventually grew tired of her brothers' stupidity and quit. Through unknown means, she met Dr. Drakken and became his bodyguard/henchperson. Shego hates Kim Possible, and loves trying to prove her superiority over her cheerleading foe. She also finds Drakken incompetent and boring, but remains with him nonetheless.

Skulker 

**First Appearance: **_Danny Phantom _episode #3 "One of a Kind."

**Costume: **Skulker is actually a small green ghost in a robot battlesuit. The suit consists of a gray robot bodysuit with full-head helmet shaped like a skull and light green flame for hair and goatee; black leotard, tights; dark gray gloves (see Weapons), boots, bandolier, shoulderpad on left shoulder; gray belt with blue "S" in buckle; white skull pendant with black lanyard.

**Weapons/Powers**: Skulker's suit contains a variety of devices including a built-in jetpack, laser knife in glove, net launcher, and various other hi-tech devices.

**Biography: **Nothing is known of the ghost labeled "the ghost zone's most dangerous hunter." Skulker loves to collect ghosts that are unique and rare, and it's for that reason he set his sights on the ghost boy Danny Phantom. However, various circumstances have prevented the hunter from capturing Danny, luckily for the young halfa. In order to keep maintenance on his armor, Skulker often accepts assignments from Plasmius, and he continues to serve E.V.I.L in this capacity.

Tubbimura 

**First Appearance: **_Xiaolin Showdown _episode #5 "Shen Yi Bu"

**Costume: **Red ninja outfit with mesh V-neck; red slippers, gloves, ninja mask.

**Weapons/Powers**: Sword; whatever Shen Gong Wu he is given.

**Biography: **Nothing is known of the origin of this corpulent villain. He first comes on the scene hoping to be recruited by evil boy genius Jack Spicer, who makes him prove his worth by stealing the Shroud of Shadows. Eventually, Xiaolin Dragon Raimundo defeats him in the first ever Shen Yi Bu dare, but he has returned a few times since then, always in Jack's company. Despite his awesome bulk, Tubby can move like a ninja half his size, and often uses his flab as a means of attack. His one weakness is his pet Chihuahua Muffin Face, for whom, he will do anything.


	2. The Ace who fell to Earth

Disclaimer: All characters are copyright their respective owners.

G.O.O.D vs. E.V.I.L #1 

The First Encounter

_Acmetropolis, 2773, in an alternate future _

"It's all over, Weather Vane!"

The speaker of that line was a one Ace Bunny, anthropomorphic superhero and futuristic descendant of Bugs Bunny. He and his fellow Loonatics had pursued the weather controlling villainess throughout the city of Acmetropolis, and now had her cornered.

Or so they thought.

"Guess again, Loonatics!" Weather Vane shouted "I'm going to rain on your parade!"

Suddenly, the clouds got darker and hard rain began to fall to the ground. "This is your big threat?" Danger Duck asked, "water's not bad for people, especially not ducks."

"It is when there's lightning involved" Weather Vane said, seconds before sending a bolt towards Duck's feet.

"Whatta you guys say we change the forecast?" Ace asked.

"Sounds like a plan to me" Lexi replied; she fired one of her brain blasts at Weather Vane.

While the villainess easily avoided it, that made her more susceptible to a tornado attack from Slam.

"Foolish Loonatics" Weather Vane said, "your little attacks may slow me down, but they can't stop me!"

"Guess again" Ace said, "a little heat oughta evaporate this rain, and your plans."

Ace fired his heat beams at the sky, causing the clouds to disperse.

"That's not going to help you" Weather Vane said, "I'll just call up a much larger storm, one that will flood Acmetropolis and wipe it off the face of…"

She didn't have time to finish her thought, as Ace knocked her over with a flying kick.

"You talk way too much, anyone ever tell you that?" he asked.

"You'll pay for that, rabbit!" she shouted, firing a beam of lightning at him.

"Let's hope lightning really doesn't strike twice" Ace said as he dodged the beam then fired again with his heat beams.

Weather Vane simply increased the power of her forcefield. "Face it bunny" she said, "nothing on this planet is going to stop me!"

Suddenly, from nowhere, a wormhole opened up. "There's something ya don't see every day" Duck replied.

The wormhole began to suck in everything in its' path, which unfortunately included Weather Vane & Ace.

"Ace!" Lexi shouted, "do something!"

"Don't-worry-Lexi-I-got-him" Rev said in his extremely fast voice. He grabbed Ace's hand and began to run. Unfortunately, Ace slipped from Rev's grasp.

The Loonatics could only watch in horror as their friend and leader was sucked into who knows where.

"Ace is gone," Lexi said, barely able to choke down tears.

"Where do you think that wormhole came from?" Duck asked.

"Hard to say" Tech replied, "it could have come from anyplace. As to who sent it, that's a question even I don't know the answer to."

"Well you'd better figure out the answer" Lexi said "or we might never see Ace again. And who knows what kind of trouble he could be running into."

-------

_A mysterious location, present day, our world_

Both Ace and Weather Vane emerged from the wormhole with a thump!

"Eh, did anybody get the number of that spaceship?" Ace asked, rubbing his sore head.

"See, I told you my device could rip the fabric of dimensions" said a very deep voice.

Ace got up and took a look at his surroundings. It appeared to be the interior of a spaceship, and a high-tech one at that. Standing nearby was a tall alien, with green skin and several mouth tentacles.

"Hmm, it appears as though I accidentally picked up an unwanted guest" the alien said, "no matter, I have the perfect method to dispose of this trash."

"Okay calamari face, I want some answers" Ace said, his sword at the ready "who are ya and where did heck did you bring me?"

"I am Vilgax" the alien replied "and as for where you are, you wouldn't believe me if I told you."

"I dunno doc, I'm pretty open minded" Ace replied "now put me back in Acmetropolis, or you're seafood."

"You dare to threaten me?!" Vilgax asked "you're brave, but very foolish."

Instantly, a number of the evil alien's flying drones appeared in the room. "Destroy him!" Vilgax ordered.

Ace avoided the lasers of one drone and blasted it with his heat beams. Then he performed a jump and sliced another in two.

"This ain't that hard" he said, before blasting a third drone to smithereens. Ace continued to hop around and blast drones, finally ducking into a nearby doorway.

"This oughta buy me some time" he said, "now I just gotta figure out where the heck I am."

Ace surveyed the area; it was cramped and appeared to hold only room for one or two people. Ace then saw a "launch" button on the wall and put two and two together.

"Ya know, I think this might be an escape pod" he said "only one way ta find out."

Ace hit the launch button, and the pod began to rock violently as it detached from the ship and headed to Earth. Naturally, this did not go unnoticed inside the ship.

"Sir, one of the escape pods was accidentally launched" the Robot Lieutenant explained to his master.

"The rabbit" Vilgax replied, "blast the pod to atoms!"

The ship's weapons opened fire on the small escape pod, which Ace quickly noticed.

"Uh-oh" he said, "I'd better steer this thing toward the nearest planet before I become fricasseed rabbit."

Ace took the controls of the pod and set a course towards the green and blue planet beneath him. After a laser whizzed dangerously past him, Ace hit the jet thrusters and zoomed out of range.

"The pod has gone too far out of range" the Robot Lt. reported "your orders sir?"

"Send several drones to find and exterminate the rabbit" Vilgax ordered, "I have other matters to attend to."

With that, Vilgax left the room and headed back to where Weather Vane was waiting.

"It's about time" she said, "what is the big idea with sending the wormhole to grab me and bring me here? And who are you, anyway?"

"All you need to know is that I have a proposition for you. One that I believe you will not refuse."

-----

Eventually, Ace guided the pod down towards Earth and exited the craft.

"I don't think I'm in Acmetropolis anymore" he said, upon seeing the primitive conditions of our world.

"In fact, I'm not sure where I am, or if I can ever get home. Maybe I better ask one of the locals for help."

Ace wandered over to someone and tapped them on the shoulder. "Excuse me sir, but could ya please tell me where I am?"

The man looked at Ace and ran off screaming.

"Eh, this may be a little harder than I thought" Ace said.

-----

Back on Vilgax's spaceship, the evil alien had introduced Weather Vane to the gathering of villains he had assembled.

"Now that you are here, we can begin" Vilgax said.

"What is this about, alien?" Karai asked.

"Yes, why did you bring us all here?" Terence asked.

"I have gathered you here for a reason" Vilgax explained "apart, you have repeatedly failed in your endeavors. That is why I am proposing an alliance. Unite together, under my leadership, and you shall not only dispose of your enemies, but we shall conquer the world! And not just this world, but more like it. Every dimension in existence shall bow before us! No one can oppose our combined might! So, what do you say?"

"I'm in" Drakken replied "but, who gets Earth?"

"If you help me conquer, I shall give you each your own world to rule" Vilgax replied "surely that appeases you."

"I like ruling worlds, but I don't see why you should be leader" Magnacat said "I take orders from no one!"

"I suggest you learn then, Gorka, lest your atoms be spread across the galaxy!" Vilgax replied.

Magnacat simply transformed into his true form and directed his hypnotic gaze towards the alien.

"You will let me control you" he began "you cannot resist my powers."

"Incorrect" Vilgax said, "my mind is too sophisticated to be taken in by your powers. Attempt that again and I will destroy you and all you own! Now then" he said, looking over at the gathered baddies, "are there any others who question my leadership?"

The table was quiet.

"I thought not" Vilgax said "then ready yourselves. Today, the Earth shall witness the full fury of our combined power. And it shall be a day they shall not soon forget!"

----------

In the next chapter, Ace meets up with a young hero who can turn into aliens (gee, who could that be?), and Vilgax's forces begin their assault, only to find some unexpected resistance.


	3. The Battle begins!

Meanwhile, back on Earth, Ace had obtained a little more success in his quest to find out where he was. Pretending he was a guy in costume, he learned he was in a place called "Pennsylvania" on the planet Earth.

"Man this stinks" Ace said, as he walked down the street, "I get sucked from Acmetropolis by some squid faced alien, then I end up here with no way of contacting the others. Could this day get any worse?"

As if to answer his question, a laser blasted a hold mere inches from him. Ace looked behind him and noticed a squad of Vilgax's drones, ready to fight.

"I had ta ask" he said, readying his sword.

Ace took out one with his heat beams, but the drones had apparently learned from the last time, and blasted him before he could blast another. Another drone blasted the sword from his hands. Ace blasted another drone, but received several blasts for his troubles.

Thankfully, as luck would have it, Ben Tennyson and his family were vacationing in that very area, when the sounds of the lasers got their attention.

"It's more of Vilgax's drones" Gwen pointed out "and they're attacking that guy in a rabbit costume."

"Well they're about to get an unwanted butt kicking, compliments of Ben Tennyson" Ben said.

Slamming down on the Omnitrix, Ben transformed into the reflective Diamondhead.

"I'll distract the drones, grandpa, see if you and Gwen can get close enough to help" Diamondhead ordered.

Grandpa Max went to the wheel of the Rustbucket, ready to move in if needed. Diamondhead, meanwhile, approached the drones.

"Hey bug boys, remember me?" he asked.

The drones immediately stopped their laser fire on Ace and shifted their weapons towards Diamondhead instead. Of course, his crystallized skin was impervious to their blasts.

"You guys never learn" Diamondhead replied, firing a series of diamond projectiles at the drones. Within minutes, they all lay trashed; Diamondhead then approached Ace and helped him up.

"You OK?" he asked.

"Yeah, thanks fer the assist" Ace replied "it's good ta finally see another alien around here. You wouldn't happen ta have some kind of dimensional transporter, would ya?"

"Um, sorry" Diamondhead replied, "I'm not really that kind of alien. Who are you, and why were those drones attacking you?"

"Some ugly alien dude brought me here" Ace explained "I was trying ta find a way to get back to my own dimension."

Just then, the Rustbucket pulled up; Gwen opened the door and peered out. "Let's go Diamondhead" she said.

"Friends of yours?" Ace queried.

"It's a long story" Diamondhead replied "why don't you come with us and I'll explain everything."

"Eh, you guys won't mind?" Ace asked.

"Trust me, I've seen way stranger things than an alien bunny" Diamondhead replied.

Ace agreed and they drove off. As they drove, Ace explained everything that had happened.

"So Vilgax is back" Diamondhead replied "I thought for sure I toasted him!"

"So did I" Max replied "but he obviously survived."

"And from the sound of it, is gathering together an army of villains" Gwen replied "this summer just keeps getting better and better."

Suddenly, the Omnitrix began to flash and hum, and Diamondhead transformed back into Ben again.

"Neat trick kid" Ace replied "I hope ya can do it again."

"Oh yeah" Ben answered.

"Good, cause we're going to need it" Gwen said, "I was just visiting the Internet on our strange friend here, and I found this!"

She turned her laptop so everyone could see the headline. New York Besieged it read, and showed people running from what looked to be Vilgax's forces.

"Looks like Vilgax didn't waste anytime in launching an attack" Max commented "we need to get to New York, ASAP."

"Floor it Grandpa" Ben added "and just hope we're not too late."

-----

Meanwhile, in New York, the forces of the newly formed Enclave of Villains and Insignificant Lackeys (or EVIL) were wreaking havoc. Granted, those forces consisted mainly of Vilgax's drones and some Jack Bots, but it was still successful.

"Check out my Jack Bots, aren't they just the most perfect machines of destruction ever?" a beaming Jack asked Terence.

"They're not bad" Terence replied "but I wouldn't go that far."

"Pfft, you're just jealous that you don't have any robots of your own" Jack replied.

Before Terence could think to respond, a whistling sound traveled through the air, followed by an explosion.

"Aaah! My robots!" Jack yelled, seeing the busted bot "who would do such a thing?"

When the smoke cleared, Jack had his answer. Kneeling there was a humanoid turtle in a blue bandanna, with two katana swords in his hands.

"You have dared to invade my home" he said, "but I shall fight to preserve the freedom of this city and its' peoples."

"Spare me turtle boy" Jack said, "Jack Bots, destroy him!"

The robots moved forward, but Leonardo moved with almost blinding speed. In minutes, his katanas sliced through the whole company of Jack Bots.

"Who is this guy?" a scared Jack asked.

"An old nemesis" Karai replied, "I shall deal with him personally" and she unsheathed her katana.

"I should have guessed that this attack would draw you out" she said, "now I can finish what I started!"

"I should've known you'd be involved in this Karai" Leo said, "has your hatred blinded you that much, that you'll risk innocents for your vengeance?"

"Enough of your talk, reptile!" Karai hissed "your death shall be here and now!"

"Man, that chick has issues" Jack whispered to the nearby Dr. Drakken, who simply nodded in agreement.

The two adversaries clashed swords, each evenly matching the other. Meanwhile, Vilgax's drones continued their assault; suddenly a blast of fire came from the sky and fried several of them.

"Oh yeah, take that you mechanized punks" Jake Long said, "you guys wanna come into the Am Drag's crib and mess up the place, then you're gonna get burned!"

Then he peered down and noticed Leo's battle, "yo turtle dude, you need any help?"

"I've got it" Leo replied "just stop more of the robots."

"No prob" Jake replied; suddenly, a green energy blast fired mere inches from his face.

"The American Dragon" came the Huntsman's voice "why is it you always show up where I am?"

"Who knows Huntschump" Jake replied "maybe I'm just lucky that way."

"Well your luck has run out!" Huntsman shouted, firing his staff repeatedly.

Jake dodged the blasts effortlessly; "maybe you need to buy some glasses Huntspunk, cause you can't even see me" Jake taunted.

However, he failed to see the Vilgax drone behind him, and its' laser blasted him to the ground. The Huntsman quickly stood over the dazed dragon, staff at the ready.

"At long last, I shall have your head, dragon!" he said.

Suddenly, a grappling hook grabbed the Huntsman's staff, yanking it from his hands.

"What?" he asked angrily, looking in the direction of the hook.

Standing atop a nearby car was a teenage girl with a grappling gun.

"I though you boys could use a little help" Kim said.

"Hey, I recognize you" Jake replied "you're that teen heroine Kim Possible."

"The one and only" Kim replied.

Jake took advantage of the situation to whap the distracted Huntsman with his tail.

"So, how about a fine looking lady like yourself helps the Am Drag mop the floor with these punks."

"Okay, but for the record, I'm spoken for" Kim replied.

"Oh, see the Am Drag wasn't hitting on you" Jake explained "see, I'm taken too, it's just that…well, you're really pretty and…"

"It's fine," Kim said, "now let's stop some bad guys."

From the crowd, Dr. Drakken was none too happy that his archenemy had shown up.

"Shego, get Kim Possible!" he ordered.

"Forget it Dr. D" Shego said "she's still with that dragon guy, and I'm not fighting a dragon."

Drakken fumed and turned to Terence. "How about you?' he asked "I know you battle teenage spies all the time."

"Just to show you how it's done" Terence replied, heading off towards Kim's direction.

Kim, who had just been joined by Ron & Rufus, was riding Jake as the latter handled the drones.

"I'm not so sure about this KP" Ron said "it's pretty dangerous up here."

"Relax Ron, we're perfectly safe" Kim replied, having no clue about Terence on the ground.

Pushing a button on his cane, the bad guy Brit converted it to fire lasers and aimed it at Jake.

"Farewell, Miss Possible," he said, before firing right at Jake. Jake didn't even see the beam as it hit him, knocking him off balance.

"Whoa!" Kim shouted, moments before she fell off.

"Kim!" Ron exclaimed, watching his friend and girlfriend fall to her doom.

Kim reached for her grappler, hoping to stop her fall before she went splat. But as she looked for something to aim at, she suddenly felt herself no longer falling. It was as though she was floating instead.

Kim looked down and saw herself being held by a pair of white gloved arms. She turned to the side and found herself staring at a teenage boy with white hair and green eyes.

"Hey" he said, "hope I didn't miss the party."

"Nope" Kim replied "and thanks. Say, you seem awfully familiar. I'm sure I've seen you on the news before."

Before Danny could explain, he heard someone from above him yelling "hey, hands off KP!"

"It's OK Ron, he's on our side" Kim yelled back.

"Boyfriend?" Danny asked.

Kim nodded "please forgive him" she replied "he's not normally like this."

"What a touching scene" came a voice that Danny knew all too well.

"Plasmius" he said, "I knew you were here."

The aforementioned half-ghost materialized in front of them. "Indeed I am Daniel" Plasmius replied "and with the help of my new allies, I shall have all I desire. Starting with your destruction, of course."

----------

Uh-oh, sounds like things are starting to heat up for the heroes! In the next chapter, more heroes arrive, but will Ben & Ace arrive in time to lend a hand?


	4. Ben evens the odds

Back at the Rustbucket, it was looking less and less like they were going to make it to New York to repel the invasion.

"Good news" Gwen said, "it seems that heroes from all over the world have shown up and are fighting off the invaders."

Then she let out a gasp of surprise "Oh my gosh! One of them is Kim Possible!"

"Who?" Ben asked.

"Are you that ignorant?" Gwen asked, "Kim Possible is only the greatest teenage hero ever. She fights crime and helps people all over the world. She's my idol."

"Um, hello, I fight evil and help people too" Ben said, "plus I've got cool alien powers. How come you don't idolize me?"

"Cause I don't respect dweebs" Gwen replied.

Before Ben could think of another comeback, Max ordered the two to stop fighting.

"We'll need some extra speed if we're going to get there in time" he added, "Ben, do you think you can do it?"

"If you mean go Upgrade, you bet" Ben said "New York City, here we come!"

Transforming into Upgrade, Ben covered the RV and it zoomed off down the highway.

-----

Back in New York, the action was heating up. Vlad and Danny battled each other to a standstill, while Weather Vane put her skills to the test against the other heroes. She had them right where she wanted them, until suddenly, a quartet of strange monks attacked. Their element powers were too much for her to handle, and she was forced to retreat.

And, the final two players were immediately entering the scene.

"Thanks for picking me up" said a little blue haired boy "it's very important that I get here."

"My pleasure" replied the redhead in the green spandex "although I'm still not sure what a young boy like you can do."

"You'll see" the boy replied, "let's just hurry."

Sam agreed and rushed into the fray, with the young boy in hot pursuit.

"Just stay behind me" Sam ordered, "I can't have you getting hurt or…" she suddenly noticed that the kid was now in front of her.

"Hey! What did I just say?" Sam asked.

The boy ignored her and ran towards Magnacat.

"The Tamer!" the evil monster said, "what a fortunate opportunity. I get the chance to wipe out the major threat to my plans."

"Not unless I stop you first!" Zick replied, reaching for his Universal Dom Box.

Magnacat simply grinned and began to use his hypnotic powers on the boy. "Surrender child" he said, "you cannot resist my powers! You are helpless to defeat me."

"Guess again punk" came Jake's voice from above. Magnacat barely got a look at him before the red tail slammed into him.

"Hypnotize that, ya weirdo" Jake said, before checking on Zick "you okay kid?"

"I'm fine" Zick replied "thanks for the help."

"Hey, we're all on the same side here" Jake said, "so whatta you say we whoop some bad guy booty?"

Zick nodded and got on Jake's back; "hang on" Jake cautioned as he took to the skies.

Meanwhile, Sam had noticed Terence and headed over to confront him.

"Freeze Terence!" she said, her Windtunnel 9000 at the ready "you're going back to your cell at WOOHP HQ."

"I think not" Terence replied, "have you met my friend Dr. Drakken? Or his associate Shego?"

At that moment, Shego jumped Sam from behind; she knocked the hairdryer from her hands and held one of her glowing palms over her.

"Time for an extreme makeover" she chuckled.

"Good idea, how about we start with your face?" Kim asked.

Shego barely had time to react before Kim kicked Shego in the back, knocking her to the ground.

"You ok?" Kim asked, as she helped Sam to her feet.

"I think so," Sam said, "say, you look familiar."

"I get that a lot" Kim replied, "now if you'll excuse me…" and she jumped towards Shego, ready for battle.

Meanwhile, the Upgrade enhanced Rustbucket was mere feet from the battle site, when Ben's time expired and he transformed back.

"Aw man! Now what?" Ben asked.

"Don't worry Ben, you got us close enough" Max replied, "but you'd better stay in here until you can regain power."

"I appreciate all your help docs, but I got an enemy out there to take care of" Ace said, "hopefully, I'll see ya again."

"Wait!" Gwen called, but it was too late. Ace had already exited the RV and was heading straight for Weather Vane.

"So, those robots didn't destroy you" she said, after spying him, "good, that means I get the pleasure of doing it myself!"

She fired a blast of lightning, but Ace dodged it and blasted her with his sword.

Observing from the sidelines were the Xiaolin monks.

"A giant bunny?" Omi remarked "now I have truly seen everything."

"Never mind that" Raimundo said, "he's distracting weather lady. Whatta say we give her a taste of Wudai power?"

"I'm with ya" Clay added.

"Me too" said Kimiko.

"Wudai Star Formation!" the monks said, forming their 4-man pose.

That increased their abilities were enough to knock Weather Vane asunder.

"Not bad monk dudes" Ace commented.

Back in the RV, Ben had regained power to the Omnitrix. "All right!" he cheered "Fourarms time!"

He transformed into the massive red alien and ran out to join the fray.

Elsewhere, Kim squared off against Karai.

"You think your martial arts abilities are good?" the evil ninja asked, "you are an amateur compared to me."

"We'll see" Kim said, launching a flying kick; Karai held up both arms to avoid it, then retaliated with a kick of her own. Kim ducked to avoid it, then launched forward with a chop.

"Impressive" Karai replied, blocking the chop with her arm "but still not good enough!"

Before Kim could even move, Karai kicked her in the gut; then she pulled out her kusarigama, and entangled Kim's foot with the chain.

"Farewell, foolish girl" Karai said, pulling Kim close and then raising the scythe part of the weapon.

"Not so fast lady!" somebody's voice said.

Karai looked for its' source, only for receive a kick in the face from Sam for her troubles.

While she was distracted, Kim sprang into action; she jumped up, freed herself from the chain, then pulled the weapon from Karai's hands.

"Shall we?" she asked Sam.

"Let's" Sam replied cheerfully, and both girls delivered a powerful kick to Karai's stomach; she went down like a stone.

"Thanks for the assist" Kim said.

"No problem" Sam said, "we're all in this together."

While that was going on, Karai's usual nemesis Leo was battling the Huntsman.

"Accursed reptile, I shall have your shell as my trophy" Huntsman said, blasting with his staff.

Leo avoided the blasts either by jumping or blocking them with his katanas. "I don't think so" Leo replied, as he jumped in the air, both swords at the ready.

With a powerful swing of his blades, he cut the Huntsman's staff in two.

"Oh blast" was all he could manage before a kick to the face took him down.

Meanwhile, Fourarms had focused his attention on trying to stop Magnacat. "I don't know who, or what, you are" he said "but you're in for a butt kicking!"

"Guess again, my powerful friend" Magnacat said, sending his hypnotic powers towards the red alien.

"What the…?" Fourarms replied, before grabbing his head "ahhh! What's going on?"

"Give in to me" Magnacat said, "there's no way you can hope to resist my power.

Surrender your will to me, and use your strength on the others."

"N-n-n-never" Fourarms said, kneeling on the ground, clutching his head in pain.

"It's useless to resist" Magnacat continued "your may have big muscles, but your brain is not so large. And soon, you will be under my power!"

Suddenly, something blasted Magnacat from behind; he growled and looked to find the source of the disturbance.

It was Ace.

"Step away from the alien" Ace said "or I'll fry me up some ugly monster."

"You annoying creature!" Magnacat shouted "I'll destroy you for this!"

"You're not destroying anyone!" came Fourarms voice, seconds before he picked up the evil Gorka.

"You can't do this!" Magnacat screamed "I am your master! I order you to put me down now!"

"Now that's an order I'll be happy to obey" Fourarms replied, "Fourarms goes for a pass…" he said, before tossing the villain away, "and it's good!"

"AAAAAAAHHHH!" Magnacat screamed as he sailed through the air, landing on Jack and Drakken.

Fourarms dusted off his hands "that takes care of that load of trash" he said, before turning to Ace. "Thanks for the help back there", he said.

"Eh, no problem doc" Ace said, "after all, you helped me."

Meanwhile, in yet another area, Zick found himself facing the evil Vlad Plasmius. "So child, do you have any last words before I blast you into oblivion?" Plasmius asked.

"Don't underestimate me" Zick replied "I'm a great Tamer."

"But not great enough to defeat me" Plasmius said.

"Don't be so sure" Zick replied, whipping out the Dom Box.

"Ooh, a gun, I'm so frightened" Plasmius said mockingly, "no stupid toy can beat me, I'm half-ghost."

"Exactly" Zick said, pointing the Dom Box right at Plasmius, "fortunately, this works on all kinds of supernatural beings."

Plasmius suddenly found himself being sucked toward the device. "What? Nooooo…" he yelled as he was sucked into the Dom Box.

"Oh fudge sticks."

After Plasmius was boxed, Danny flew over to Zick.

"Cool device" Danny said, "I've got one like it myself. Presenting, the Fenton Thermos" he said, taking it out "it can suck up any ghost."

"My Universal Dom Box is primarily designed for monsters" Zick said, "I'm just glad it worked on this guy."

"Me too kid" Danny replied.

-----

Back in his spaceship, Vilgax was receiving a status report from his Robot Lt.

"Things aren't going well for our side sir" he said, "all of our operatives were defeated."

"Activate my transport" Vilgax ordered, "I'll go down personally and handle those heroes."

"Yes sir" the Lt. replied, rushing off to prepare the iron ball.

----------

Looks like the heroes will have to deal with Vilgax now. Will their combined powers be enough to stop him? Read the next chapter and find out.


	5. Battle with Vilgax

Back in New York, the heroes were surveying the fruits of their work.

"Looks like things are taken care of here" Leo said, "but I'm still curious who united all these villains and sent them here."

"I know who" Fourarms replied "it was an evil alien named Vilgax. He's trying to conquer the world."

"Vilgax?" Jake asked "sounds like the name of a cheap arcade game."

"Well the important thing is that the villains are defeated" Kim said, "now let's call the police."

But before anyone could head to do just that, they all heard a rumbling sound.

"What's that, an earthquake?" Sam said, "but they don't usually occur in New York."

"It's no earthquake" Fourarms said, "ready yourselves, we're in for big trouble now."

"What do you mean?" Danny asked.

Fourarms didn't answer, because everyone had their eyes fixed on the source of the noise; a giant spiked ball.

"What in the heck is that thing?" Raimundo asked.

"Vilgax" Fourarms growled.

The ball stopped a few feet away from the heroes and metal doors opened up. Out stepped Vilgax, ready for action.

"So you heroes think you can ruin my perfectly devised scheme?" Vilgax asked, "well you never thought that you'd have to contend with me."

"I don't know how you survived Vilgax" Fourarms said, "but I trashed you once, and I'll do it again!" And he ran forward to attack, all fists at the ready.

"Wait!" Leo shouted, but it was too late.

He got within a few inches of Vilgax, before the alien used his arm to deactivate the Omnitrix and transform Ben back to normal.

"Oh yeah, I forgot you could do that" Ben replied.

"An error that will cost you your life" Vilgax replied, only to be blasted by Ace.

"Hey squid face, I got a score ta settle with you" he said, "you took me from my home and friends, and now you're going to pay!"

"Insolent creature!" Vilgax bellowed "what do I have to do to be rid of you?"

Ace jumped forward, his sword at the ready, but Vilgax swatted him away, as though he were a fly.

"Man, how do we handle this guy?" Jake asked, "he just took out two guys without breaking a sweat."

"I have an attack that might take care of him" Danny said, "but it's very risky."

"We'll have to risk it" Leo said, "how much time do you need?"

"Just make sure he doesn't attack me" Danny replied "and when I say so, cover your ears."

"Okay, Jake, you and Zick provide cover fire" Leo said, "I'll attack Vilgax head on and give you a chance to blast him."

"You just give the word turtle man" Jake said.

"Okay then, Danny do what you need to do, cause we're going to need that attack of yours" Leo added, before jumping into the fray, swords drawn.

"Leave the others alone Vilgax" Leo said, "why don't you fight me, turtle to alien."

"Your compassion for the others is noble" Vilgax replied "but foolish. I shall crush you easily, and then them!"

Leo jumped at him and swung his swords, but Vilgax seemed unaffected.

"Your primitive weapons have no affect on me" he said, "you're wasting your time", and he grabbed the turtle by the throat.

"On the contrary" Leo said, "I was just distracting you so the others could attack. Now guys!"

"Yo, try a little dragon fire on for size, squid boy" Jake said, letting loose a stream of flame.

Zick also let loose with his energy dom, disorienting the alien villain. He let Leo go, and he called up to Danny.

"OK Danny, let's see what you've got!"

_Time to do this _Danny thought _I just hope I don't hurt the others._

"Everyone!" Danny shouted, "cover your ears, now!"

The heroes did as they were told and Danny let loose with the Ghostly Wail. His sonic scream had the desired effect, as Vilgax covered where his ears would be in pain.

"You win this round!" he said, "but this is not over. Beam us up, now!"

And in seconds, Vilgax and the other villains disappeared. Danny meanwhile, having expended all his energy, transformed back to normal and plummeted to Earth.

"I got ya man" Jake said, catching Danny before he hit the ground.

"Well, this has been an interesting day" Ron said "what with all the aliens and evil robots and everything."

"They'll be back you know" Leo said, "you heard Vilgax. He's angry and he'll want revenge."

"So, what do we do?" Kim asked.

"I think we need to take a page from the villains playbook" Leo replied "and join forces ourselves. A combined force of good to help keep the evil in check."

"It is an interesting idea" Kim replied "but many of us do have families and other responsibilities."

"We could build it around your schedules" Leo said, "members can be contacted and can refuse to participate if they've got something else to do."

"Okay, but where are we gonna meet?" Jake added.

"I could talk to my boss" Sam said, "I'm sure he has an old base lying around he'd let us use. One with all the technological devices we'd need."

"So what do you say?" Leo asked.

"Let's do this, turtle man" Jake said, "the Am Drag totally digs where you're coming from."

"I'm in" Ben said, "after all, I'm an expert on Vilgax."

"Hmmph, some expert" Gwen replied, scowling.

Soon all the heroes agreed to form a united front against Vilgax and his allies. The balance of good and evil in the world just shifted.

-----

Back on Vilgax's spaceship, the villains were licking their wounds.

"You promised us victory Vilgax, but we all got our butts kicked out there!" Terence yelled.

"You were only defeated because you did not anticipate that the heroes would oppose you" Vilgax replied "it was an unforeseen complication. But next time, we shall be ready. For when we combine our unique skills, there will be no one who can oppose us!"

-------------

Next time:

The members of G.O.O.D are no sooner organized than they receive reports of suspicious activity in Hawaii. They soon learn E.V.I.L is there and are searching for illegal alien experiments. Can they, with the help of a small Hawaiian girl and her "dog" stop the villains' plans? Find out in a story filled with surf, sun, and sinister schemes in "Hawaii Crime, Oh"


End file.
